PAREXEL International Corporation Anti-Bribery Guidelines

1. INTRODUCTION

Integrity is a core value to PAREXEL International Corporation and its majority owned subsidiaries (“PAREXEL”), and PAREXEL is committed to complying with all applicable laws and regulations, including, anti-bribery and anti-corruption laws. An important element of PAREXEL’s commitment to integrity is its policy prohibiting its direct and indirect suppliers and anyone acting on PAREXEL’s behalf (collectively “Third Parties”) from providing any payment or benefit to any person or entity in order to improperly influence a government official or to gain an unfair business advantage. This document describes PAREXEL’s anti-bribery guidelines and states the principles that PAREXEL requires Third Parties to follow when working for PAREXEL. Following these guidelines is good business practice and will help ensure that PAREXEL remains compliant with applicable anti-corruption laws and its obligations to its clients.

2. PURPOSE

To define guidelines for Third Parties contracting with or acting on behalf of PAREXEL for compliance with anti-bribery and anti-corruption laws, including the US Foreign Corrupt Practices Act of 1977, as amended (the “FCPA”), and the UK Bribery Act 2010 (the “UK Bribery Act”), or any successor legislation, and similar laws or regulations worldwide addressing domestic and non-domestic bribery. These Guidelines also apply to those contracting with or acting on behalf of Third Parties in connection with work for PAREXEL.

3. BRIBERY OF GOVERNMENT OFFICIALS

Like similar statutes and international conventions, the FCPA prohibits corrupt payments to foreign (i.e., non-US) government officials for the purpose of obtaining or retaining business for, or with, or directing business to, any person. The meaning of “foreign official” is broad and includes, for example, doctors working at government-owned or managed hospitals, members of an Ethics Committee and anyone working at, or on behalf of, a government-owned or controlled institution or enterprise. It could also include “public international organizations” (such as the World Bank, the World Health Organization and UNICEF) and political parties, as well as any candidate for political office, political party official or employee, or a political party. The UK Bribery Act also prohibits the promising, offering or giving of a financial or other advantage to a foreign public official, either directly or through a third party.

Under the FCPA a foreign government official can also include an officer, director or employee of a non-governmental institution whose employees are treated, because of their status or other reasons, as government officials under applicable law or U.S. federal law.

The FCPA prohibits paying, offering, promising to pay (or authorizing to pay or offer) money or anything of value directly or via intermediaries for corrupt purposes. An offense may be committed even if a promise is not fulfilled.

A corrupt purpose includes intending to influence an official act or decision, inducing an official to act or refrain from acting in violation of his/her official duties, securing an improper advantage, or inducing the official to use his/her influence to affect an act by the government or a government owned/controlled entity. Examples of improper payments include, but are not limited to, the following:

to obtain regulatory approvals to conduct clinical trials;

to override regulatory requirements, penalties or fines;

to receive certain favorable tax treatment; and

expediting the receipt of goods from customs officials.

Third Parties, and those contracting with or acting on behalf of them in connection with work for PAREXEL, must comply with the following provisions with regard to interactions with government officials:

they may not, directly or indirectly, make, offer, promise or authorize any payment, or anything else of value, to any government official to influence or obtain any governmental act or decision to help PAREXEL or its clients obtain or retain business or any other improper benefit;

they must comply with all applicable local laws and regulations in conducting PAREXEL related activities, including complying with limits, restrictions and disclosure obligations regarding payments and benefits provided to government officials;

The following list includes some examples of prohibited payments:

money or property passed through an agent or consultant to a foreign official or his/her representative in order to obtain business or secure an advantage, including consulting or management contracts, or to obtain certain action on legislation, regulations or other government activity;

gifts to foreign charities that are outside the vendor’s overall pattern of charitable contributions, and are given to obtain business or secure an advantage because certain government officials may be affiliated with the charity;

gifts to foreign charities which are illegal under the applicable local law;

employment of consultants or agents who are also connected with a foreign government or agency for the purpose of influencing decisions of that government or agency;

excessive entertainment of foreign officials or their representatives that is inconsistent with local norms, laws or industry codes and that could be perceived as influencing the recipient;

gifts of more than nominal value;

compensation of government officials for services rendered, in excess of fair market value;

absorbing expenses on behalf of government officials;

providing travel to destinations with no clear legitimate purposes, including travel for family member or requested guests of government officials;

educational expenses for family members of government officials; and

contribution of valuable equipment, commodities or finished goods for use in clinical trials that, when combined with professional fees paid, exceeds the fair market value of the services provided.

The above examples are not exhaustive. The FCPA, UK Bribery Act and other anti-bribery laws can be complicated and are not always intuitive.

4. COMMERCIAL BRIBERY

It is also illegal in many countries to offer, promise, give, request, receive, accept or agree to accept money or anything else of value, to or from private parties, in return for an improper business advantage.

Third Parties, and those contracting with or acting on behalf of them in connection with work for PAREXEL, must comply with the following provisions with regard to interactions with private parties:

they may not, directly or indirectly, offer, promise or give money or anything else of value in return for an improper or unlawful business advantage for PAREXEL or its clients;

they may not, directly or indirectly, request, receive, accept or agree to accept money or anything else of value as an improper inducement in connection with their activities performed for PAREXEL or its clients; and

they may not give gifts to any PAREXEL employees in connection with work for PAREXEL, unless they are nominal in value, given infrequently and on appropriate occasions.

5. REPORTING PROCEDURES

Any actual or suspected violations of these guidelines must be reported promptly to PAREXEL.